Interactive discussion & presentation by Gaurav N Pingle, Practising Company Secretary

Size: px

Start display at page:

Download "Interactive discussion & presentation by Gaurav N Pingle, Practising Company Secretary"

Godfrey Stewart
5 years ago
Views:

1 Related Party Transactions, Loans to Directors, Managerial Remuneration, Significant Beneficial Owners & Other important provisions of introduced by Companies Interactive discussion & presentation by Gaurav N Pingle, Practising Company Secretary Study Circle Meeting by Thane Chapter of ICSI

2 2 HOLDING COMPANY

3 3 What is the impact of the amendment in the definition of Holding Company

4 4 Can Company Incorporated Outside India be a Holding Company?

5 5 Can LLP be a Holding Company?

6 6 SUBSIDIARY COMPANY

7 7 What is the impact of the amendment in the definition of Subsidiary Company

8 8 Can LLP be a Subsidiary?

9 9 Can Company Incorporated Outside India be a Subsidiary Company?

10 10 ASSOCIATE COMPANY

11 11 What is the impact of the amendment in the definition of Associate Company

12 12 Can Company Incorporated Outside India be an Associate Company of an Indian Company?

13 13 Can LLP be an Associate of another company under Cos. Act, 2013

14 14 RELATED PARTIES

15 15 What is the impact of the amendment in the definition of Related Party

16 16 Whether Company incorporated outside India which is an Associate Company is a Related Party under Cos. Act, 2013

17 17 What is the scope of Venturer Company & Investing Company?

18 18 AUDIT COMMITTEE

19 19 Which transactions can Audit Committee recommend to BoD?

20 20 Which transactions cannot be ratified by Audit Committee?

21 21 Which transactions do not require the approval of Audit Committee u/s 177 of Cos. Act, 2013?

22 22 BORROWING POWERS

23 23 What is the impact of the amendment to Sec. 180 of Cos. Act, 2013 on borrowing power of the Company?

24 24 LOANS TO DIRECTORS

25 25 Whether the provisions of Sec. 185 of Cos. Act, 2013 (as substituted) are retrospective in nature?

26 26 Co. proposes to give L S G to Director of Company Whether such transaction is permitted u/s 185 of Companies Act, 2013

27 27 Co. proposes to give L S G to a Firm in which director is a partner Whether such transaction is permitted u/s 185 of Companies Act, 2013

28 28 Co. proposes to give Loan to a LLP in which director is a partner / designated partner Whether such transaction is permitted u/s 185 of Cos. Act, 2013

29 29 Co. proposes to give L S G to a HUF in which director is a Karta or Co-parcener Whether such transaction is permitted u/s 185 of Cos. Act, 2013

30 30 Co. proposes to give L S G to a HUF in which director is a Karta or Co-parcener Whether such transaction is permitted u/s 185 of Cos. Act, 2013

31 31 Can a Public Co. give L S G to a Private Co. (in which director is common). What are the conditions?

32 32 A Co. may give L S G to certain parties by passing a Special Resolution. Can such resolution be passed in the form of ratification?

33 33 Can a Public Co. give L S G to a Public Co. (in which director is common). What are the conditions?

34 34 Can a Private Co. give L S G to a Body Corporate (in which director is common). What are the conditions?

35 35 Can a Public Co. give L S G to a Body Corporate (in which director is common). What are the conditions?

36 36 For which transactions, Sec. 185 of the Act is not applicable at all?

37 37 L / G / S between 2 companies: DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. DSC Pvt. Ltd. is Holding Co. of XBRL Pvt. Ltd. Whether Section 185 of the Act is applicable?

38 38 L / G / S between 2 companies: DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. XBRL Pvt. Ltd. is WOS of DSC Pvt. Ltd. Whether Section 185 of the Act is applicable?

39 39 L / G / S between 2 companies: DSC Pvt. Ltd. provides a Loan to XBRL Pvt. Ltd. There are common directors in both the companies. DSC Pvt. Ltd. is Holding Co. of XBRL Pvt. Ltd. Whether Section 185 of the Act is applicable?

40 40 RELATED PARTY TRANSACTIONS

41 41 Whether the change in definition of related parties has an impact on the compliances for Related Party Transactions

42 42 Whether approval process [by the Audit Committee] for Related Party Transactions has changed by the Cos.?

43 43 Whether approval process [by the Board of Directors] for Related Party Transactions has changed by the Cos.?

44 44 Whether approval process [by Shareholders] for Related Party Transactions has changed by the Cos.?

45 45 LOAN & INVESTMENT BY COMPANIES

46 46 Whether the amendments to Sec. 186 of the Act are retrospective in nature?

47 47 Sub-Section (3) of Sec.186 of Cos. Act, 2013 has been amended What is the impact on compliance?

48 48 Whether the amendment to Sec. 196 of the Act has an impact on private companies?

49 49 Are there any changes in the approval of stakeholders in the Managerial Remuneration u/s197 of the Act

50 50 Whether assertive consent of all the stakeholders is approved for the Managerial Remuneration u/s197 of the Act

51 51 What is the mode of obtaining the consent of the stakeholders for the Managerial Remuneration u/s197 of the Act

52 52 Brief discussion on the provisions relating to SBO

53 53 Q & A Session

54 54 Thank you ICSI Thane Chapter for the wonderful opportunity!! Thank you Members for active participation! (E): (W): (M):

Key Amendments in Cos. (Amendment) Bill, 2017 & E-Filing. Gaurav N Pingle, Practising Co. Secretary, Pune.

Key Amendments in Cos. (Amendment) Bill, 2017 & E-Filing Gaurav N Pingle, Practising Co. Secretary, Pune. ICAI WIRC Seminar on Important Aspects on Cos. Act, 2013 Key Amendments in Cos. (Amendment) Bill,